MIAMI (FL), June 29, 2021 Global Crossing Airlines Group Inc. JET: TSXV; JETMF. OTCQB) (the Company, GlobalX or Jetlines Operations Ltd.) and Canada Jetlines Operations Ltd. ("Jetlines") are happy to announce that they have ended the plan of arrangement ("the "Arrangement") under which GlobalX completed a spin-out for Jetlines' shareholders.GlobalX shareholders will each receive one share of Jetlines per two GlobalX shares held as of the Record Date. GlobalX shareholders will receive the Jetlines shares on or around July 2, 2021. Jetlines shares will be distributed as a dividend at Cdn$0.15 for each Jetlines share. 50% of Jetlines shares are subject to a transfer restriction which will expire 12 month after the date of the Arrangement's effective date. There are 33,403,145 Jetlines shares outstanding as of the closing date of the Arrangement. This includes the 8,350 786 shares retained by GlobalX, which represents 25% of all Jetlines shares.Jetlines created a dual-class share structure, consisting of Variable Voting Shares and Common Shares, to meet regulatory requirements regarding foreign control of Canadian airlines. Jetlines shareholders have one vote for each Common Voting Share. In the event of exceeding foreign voting limit limits, the Canada Transportation Agency may adjust the number of votes per Variable Voting share. Common Voting shares may only be controlled or owned by Canadians. Variable voting shares may not be controlled or owned by non-Canadians. Canadian shareholders of GlobalX, on the other hand, will be able to receive Common Voting shares of Jetlines. Non-Canadian shareholders will also receive Variable Voting shares of Jetlines. If additional Jetlines shares were purchased, they will automatically convert to Common Voting Shares if held by Canadians and Variable Voting Shares if held by non-Canadians.Warrant AdjustmentsThe Arrangement resulted in adjustments to certain warrants issued or outstanding by GlobalX on June 23, 2020 (the Jun 2020 Warrants) & July 10, 2020 (the Jul 2020 Warrants). Below is the table that shows the final adjustment to warrants, assuming that a holder held 1,000 warrants before the adjustments from the arrangement.Previous Terms Adjusted Terms, Post Arrangement Series Exercise price No. No. of Warrants Exercise price Warrants June 2020 US$0.50 1000 US$0.48 1,035 July 2020 Cdn$0.50 1000 Cdn$0.48 1 035Additional InformationPlease refer to the Information Notice on SEDAR at www.sedar.com for more information about the Arrangement and Jetlines' business following the Arrangement.Securities to be issued under this Arrangement are not registered and will not be under the U.S. Securities Act of 1934. They may not be offered for sale in the United States without registration or exemption from registration requirements. Any securities issued under the arrangement will be offered and issued based on the exemption from registration requirements of U.S. Securities Act of 1934 provided by Section 3 (a)(10) thereof. This press release is not intended to be an offer to sell or solicitation of an invitation to buy securities.
